UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    Form 10-Q

MARK ONE
  [x]    QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

                For the Quarterly Period Ended September 30, 1997

  [  ]  TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES
        EXCHANGE ACT OF 1934

                         Commission File Number 0-11313
                                 ----------------

                         MAY DRILLING PARTNERSHIP 1983-2
                         MAY LIMITED PARTNERSHIP 1983-2
             (Exact name of registrant as specified in its charter)
                                                 ----------------

                                                                      75-1915688
                Texas                                                 75-1915682
     (State or other jurisdiction of                            (I.R.S. Employer
     incorporation or organization)                       Identification Number)

   4582 South Ulster Street Parkway
                  Suite 1700
            Denver, Colorado                                               80237
(Address of principal executive offices)                              (Zip Code)

       Registrant's telephone number, including area code: (303) 850-7373

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes [x] No [ ]











                                  Page 1 of 10


<PAGE>

<TABLE>
<CAPTION>

                         MAY DRILLING PARTNERSHIP 1983-2
                                 BALANCE SHEETS
                                   (Unaudited)
                                 (In thousands)



                                                                             September 30,        December 31,

                                                                               1997                1996
                                                                               ---------           ----

     ASSETS

     Investment in
<S>                                                                                <C>                 <C> 
          May Limited Partnership 1983-2                                           $376                $397
                                                                                    ===                 ===



     PARTNERS' CAPITAL

     Partners' Capital                                                            $ 376                $ 397
                                                                                   ====                  ===







<FN>

NOTE:       The  statements  of  operations  and  cash  flows  for May  Drilling
            Partnership  1983-2 are not presented  because such  information  is
            equal to the limited  partner's  share of such activity as presented
            in the May Limited Partnership 1983-2 financial statements.  The May
            Drilling   Partnership   carries  its   investment  in  May  Limited
            Partnership 1983-2 on the equity method. The May Limited Partnership
            1983-2 financial statements should be read in conjunction with these
            balance sheets.

</FN>

















<FN>

                    The accompanying note is an integral part
                          of the financial statements.
</FN>
</TABLE>


<PAGE>

<TABLE>
<CAPTION>

                         MAY LIMITED PARTNERSHIP 1983-2
                                 BALANCE SHEETS
                                   (Unaudited)
                                 (In thousands)



                                                                     September 30,              December 31,
                                                                            1997                      1996



ASSETS

CURRENT ASSETS

<S>                                                                   <C>                        <C>      
   Cash and cash equivalents                                          $     163                  $     157
   Accrued oil and gas sales                                                135                        161
   Due from affiliate                                                        43
                                                                            ---                        ---
            Total                                                           341                        318
                                                                            ---                        ---

OIL AND GAS PROPERTIES, using the
   full cost method of accounting                                        16,655                     16,618
        Less accumulated depletion                                      (16,143)                   (16,072)
                                                                         ------                     ------
            Net oil and gas properties                                      512                        546
                                                                         ------                      -----


TOTAL ASSETS                                                          $     853                  $     864
                                                                       ========                   ========



LIABILITIES AND PARTNERS' CAPITAL

CURRENT LIABILITIES

   Accounts payable and accrued liabilities                          $       24                 $       22
   Due to affiliate                                                                                      5
            Total                                                            24                         27
                                                                             --                         --
PARTNERS' CAPITAL

   General partner                                                          453                        440

   Limited partner                                                          376                        397
                                                                            ---                        ---

            Total                                                           829                        837
                                                                            ---                        ---



TOTAL LIABILITIES AND PARTNERS' CAPITAL                              $     853                   $     864
                                                                      =========                   ========














<FN>

                    The accompanying note is an integral part
                          of the financial statements.
</FN>
</TABLE>


<PAGE>

<TABLE>
<CAPTION>

                         MAY LIMITED PARTNERSHIP 1983-2
                            STATEMENTS OF OPERATIONS
                                   (Unaudited)
                   (In thousands, except for unit information)



                                                                          For the Three Months Ended September 30,

                                                                              1997                          1996
                                                                              --------                      ----



REVENUES

<S>                                                                       <C>                            <C>       
     Oil revenue                                                          $      25                      $       27
     Gas revenue                                                                191                             187
     Interest                                                                     2                               2
                                                                                ---                             ---
              Total                                                             218                             216
                                                                                ---                             ---


COSTS AND EXPENSES
                                                                                 
     Lease operating                                                             24                              29 
     General and administrative                                                  22                              17
     Depletion                                                                   30                              26
     Professional services and other                                              2                               2
     Litigation settlement                                                        8
                                                                                ----                            ----
              Total                                                              86                              74
                                                                                ----                            ----

NET INCOME                                                                $     132                       $     142
                                                                               =====                         ========



ALLOCATION OF NET INCOME:


                                                                         
     General Partner                                                     $       61                      $       65
                                                                              ======                      =========


                                                                        
     Limited Partner                                                     $       71                      $       77
                                                                              =======                     =========



         Per initial $1,000 limited                                    
              partner investment unit                                     $    6.73                       $    7.29
                                                                             ========                      ========



         Weighted average initial $1,000 limited                                                                                
              partner investment units outstanding                           10,557                          10,557
                                                                             ======                         ========











<FN>

                    The accompanying note is an integral part
                          of the financial statements.
</FN>
</TABLE>

<PAGE>
<TABLE>
<CAPTION>


                         MAY LIMITED PARTNERSHIP 1983-2
                            STATEMENTS OF OPERATIONS
                                   (Unaudited)
                   (In thousands, except for unit information)



                                                                                For the Nine Months Ended September 30,

                                                                                      1997                     1996
                                                                                     ------                   ------



REVENUES
                                                                              
<S>                                                                              <C>                      <C>       
     Oil revenue                                                                 $      64                $       82
     Gas revenue                                                                       516                       644         
     Interest                                                                            7                         6
                                                                                       ----                     -----
              Total                                                                    587                       732
                                                                                       ----                     -----

COSTS AND EXPENSES
                            
     Lease operating                                                                    64                        82
     General and administrative                                                         59                        67
     Depletion                                                                          71                        81
     Professional services and other                                                    10                         7
     Litigation settlement                                                               8                         2
                                                                                       ----                      ----
              Total                                                                    212                       239
                                                                                       ----                      ----

                                                                                
NET INCOME                                                                       $     375                 $     493
                                                                                ===========                 ========



ALLOCATION OF NET INCOME:


                                                                                 
     General Partner                                                             $     174                 $     224
                                                                                  ========                  ========
                                                                                
     Limited Partner                                                             $     201                 $     269
                                                                                  ========                  ========



         Per initial $1,000 limited                                        
              partner investment unit                                             $  19.04                  $  25.48
                                                                                   =======                   =======



         Weighted average initial $1,000 limited                      
              partner investment units outstanding                                  10,557                    10,557
                                                                                    ======                    ======











<FN>

                    The accompanying note is an integral part
                          of the financial statements.
</FN>
</TABLE>


<PAGE>

<TABLE>
<CAPTION>

                         MAY LIMITED PARTNERSHIP 1983-2
                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                                 (In thousands)



                                                                            For the Nine Months Ended September 30,

                                                                                 1997                   1996
                                                                                 -----                  ----



OPERATING ACTIVITIES:
                                                                           
<S>                                                                           <C>                      <C>     
     Net income                                                               $    375                 $    493

     Adjustment to  reconcile  net  income  to net cash  provided  by  operating
         activities:
                                                                                  
              Depletion                                                             71                       81
                                                                                 ------                   -----
                  Cash from operations before                                     
                      working capital changes                                      466                      574



     Changes in assets and liabilities provided (used) cash:
              Accrued oil and gas sales                                             26                       38
              Due from affiliate                                                   (43)                     (48)
              Accounts payable and accrued liabilities                               2                        5
              Due to affiliate                                                      (5)
                                                                                  -----                     -----
                  Net cash provided by operating
                      activities                                                   426                      569
                                                                                  -----                    ------


INVESTING ACTIVITIES:
                                                                                 
     Additions to oil and gas properties                                           (37)                     (21)
                                                                                  -----                     ---

FINANCING ACTIVITIES:
                                                                                  
     Distributions to partners                                                    (383)                    (473)
                                                                                  -----                    -----

                                                                                     
NET INCREASE IN CASH AND CASH  EQUIVALENTS                                           6                       75



CASH AND CASH EQUIVALENTS:
                                                                                   
     Balance, beginning of period                                                  157                      148
                                                                                  -----                     ----

                                                                             
     Balance, end of period                                                  $     163                 $    223
                                                                                 =======                =======











<FN>

                    The accompanying note is an integral part
                          of the financial statements.
</FN>
</TABLE>


<PAGE>


                         MAY LIMITED PARTNERSHIP 1983-2
                          NOTE TO FINANCIAL STATEMENTS
                                   (Unaudited)


NOTE 1 - GENERAL

The financial  statements  presented are those of May Limited Partnership 1983-2
(the "Partnership").  The interim financial data are unaudited;  however, in the
opinion of the general  partner,  the  interim  data  include  all  adjustments,
consisting  only  of  normal  recurring   adjustments,   necessary  for  a  fair
presentation of the results for the interim periods.  These financial statements
should be read in  conjunction  with the financial  statements and notes thereto
included in the Partnership's December 31, 1996 Annual Report on Form 10-K.


ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATION

Liquidity and Capital Resources

The Partnership generated $426,000 of cash flow from operating activities during
the nine months ended September 30, 1997 and distributed $383,000 to partners. A
distribution payable to partners of record as of September 30, 1997 was declared
in October 1997. The  distribution  amount is $108,000,  payable  $62,640 to May
Drilling Partnership 1983-2 partners and $45,360 to the general partner.  Future
distributions  are dependent on future prices for the  Partnership's  production
and the production level of the Partnership's remaining oil and gas reserves.

Results of Operations

Third Quarter 1997 Compared to Third Quarter 1996

Oil Revenue

Oil  revenue  decreased  $2,000 in the third  quarter of 1997 as compared to the
corresponding period in 1996 as a result of a decrease in the average oil price,
partially  offset  by an  increase  in oil  production.  The  average  oil price
decreased  from  $23.69 per  barrel in 1996 to $19.25  per  barrel in 1997.  Oil
production  increased 14% due to workover procedures performed during the second
quarter of 1997.

Gas Revenue

Gas revenue increased $4,000 during the third quarter of 1997 as compared to the
corresponding  period  in 1996  as the  result  of an  increase  in  production,
partially  offset by a decrease in price.  Gas  production  increased 15% due to
workover procedures performed during the second quarter of 1997. The average gas
price decreased from $2.56 per mcf in 1996 to $2.28 per mcf in 1997.

Lease Operating

Lease  operating  expense  decreased  $5,000  for the third  quarter  of 1997 as
compared  to the  corresponding  period in 1996  primarily  due to a decrease in
maintenance activity.

General and Administrative

General and administrative  expense increased $5,000 during the third quarter of
1997 as  compared  to the  third  quarter  of 1996  due to the  timing  of these
expenses.


<PAGE>


Depletion

Depletion  expense increased $4,000 during the third quarter of 1997 as compared
with the third quarter of 1996 as a result of an increase in  capitalized  costs
during 1997.

Litigation Settlement

Litigation  settlement  expense  during the quarters  ended  September  30, 1997
represents the expense incurred to settle property related claims.

Nine Months Ended September 30, 1997 Compared to the Nine Months Ended 
September 30, 1996

The comparisons for the nine months ended September 30, 1997 and the nine months
ended  September  30,  1996 are  consistent  with those  discussed  in the third
quarter 1997 compared to the third quarter of 1996 except for the following:

Oil Revenue

Oil revenue  decreased  $18,000 during the first nine months of 1997 as compared
to the  corresponding  period in 1996,  due to a decrease  in  production  and a
decrease in the average oil price.  The average oil price  decreased from $21.20
per barrel in 1996 to $20.29 per barrel in 1997.  Oil  production  decreased 18%
due to the  temporary  shut-in  of two wells  during  May and June of 1997 while
workover procedures were performed.

Gas Revenue

Gas revenue decreased  $128,000 during the first nine months of 1997 as compared
to the  corresponding  period in 1996 as the result of a decrease in  production
and a decrease  in price.  Gas  production  decreased  11% due to the  temporary
shut-in of two wells during May and June of 1997 while workover  procedures were
performed.  The average gas price  decreased from $2.78 per mcf in 1996 to $2.51
per mcf in 1997.

Interest

Interest  income  increased  $1,000  during  the  first  nine  months of 1997 as
compared with the first nine months of 1996 due to a higher average cash balance
during 1997.

General and Administrative

General  and  administrative  expenses  decreased  $8,000  during the first nine
months of 1997 as compared with the same period during 1996 due to a decrease in
the allocation of overhead from the general partner.

Depletion

Depletion  expense  decreased  $10,000  during the first nine  months of 1997 as
compared  with the first nine months of 1996 due to a decrease in the  depletion
rate caused by the decrease in production discussed above.

Professional Services and Other

Professional  services and other expense  increased $3,000 during the first nine
months of 1997 as compared  with the first nine months of 1996  primarily due to
the timing of these expenses.



<PAGE>


PART II -     OTHER INFORMATION


ITEM 1 -      LEGAL PROCEEDINGS

              Reference  is made to Item 8 - Note 4 of Form  10-K  for the  year
              ended December 31, 1996.


ITEM 2  -     CHANGES IN SECURITIES

              None.


ITEM 3  -     DEFAULTS UPON SENIOR SECURITIES

              None.


ITEM 4  -     SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
              

              None.


ITEM 5  -     OTHER INFORMATION

              None.


ITEM 6  -     EXHIBITS AND REPORTS ON FORM 8-K

              None.



<PAGE>




                                                       -10-

SIGNATURE

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Partnerships  have duly caused  this report to be signed on their  behalf by the
undersigned, thereunto duly authorized.


                                    MAY DRILLING PARTNERSHIP 1983-2
                                    MAY LIMITED PARTNERSHIP 1983-2

                                    By:  EDP OPERATING, LTD.,
                                          General Partner

                                          By:  HEPGP LTD.,
                                               General Partner

                                          By:  HALLWOOD G. P., INC.,
                                               General Partner



Date:  November 4, 1997                    By:    Robert S. Pfeiffer
                                            Robert S. Pfeiffer, Vice President
                                              (Principal Accounting Officer)